R&W Policy. Buyer and its Affiliates will not amend, waive or otherwise modify the R&W Policy in any manner that would allow the insurer thereunder to subrogate or otherwise make or bring any action against Seller or any of its successors or assigns arising out of, or related to, this Agreement, or the negotiation, execution or performance of this Agreement.
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R&W Policy. Buyer Purchaser and its Affiliates will shall not amend, waive or otherwise modify the Purchaser R&W Policy Insurance Policy, in any manner that would allow the insurer thereunder or any other Person to subrogate or otherwise make or bring any action Proceeding against Seller or any Affiliate of its successors Seller or assigns any past, present or future director, manager, officer, employee or advisor of any of the foregoing based upon, arising out of, or related to, to this Agreement, or the negotiation, execution or performance of this Agreement.
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Sources: Stock Purchase Agreement (Nn Inc)
R&W Policy. Buyer and its Affiliates will not amend, waive or otherwise modify any provision of the R&W Policy in any manner that would allow the insurer thereunder or any other Person to subrogate or otherwise make or bring any action or proceedings against Seller or any Affiliate thereof or any past, present or future director, manager, officer, employee or advisor of its successors or assigns any of the foregoing based upon, arising out of, or related to, to this Agreement, or the negotiation, execution or performance of this Agreement, except in the case of actual fraud or willful misconduct.
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Sources: Membership Interest Purchase Agreement (Laureate Education, Inc.)
R&W Policy. Buyer and its Affiliates The Purchaser Parties will not amend, waive or otherwise modify any provision of the R&W Policy in any manner that would allow the insurer thereunder or any other Person to subrogate or otherwise make or bring any action or proceedings against any Seller or any Affiliate thereof or any past, present or future director, manager, officer, employee or advisor of its successors or assigns any of the foregoing based upon, arising out of, or related to, to this Agreement, or the negotiation, execution or performance of this Agreement, except in the case of intentional fraud.
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Sources: Stock and Membership Interest Purchase Agreement (Cott Corp /Cn/)
R&W Policy. Buyer and its Affiliates will shall not amend, waive or otherwise modify the R&W Policy in any manner that would allow the insurer thereunder or any other Person to subrogate or otherwise make or bring any action claim or Suit against Seller or any of its successors Affiliates or assigns any past, present or future director, manager, officer, employee or advisor of any of the foregoing based upon, arising out of, or related to, to this Agreement, or the negotiation, execution or performance of this Agreement, other than in the case of Fraud.
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